Special Meeting

Special Meeting of Shareholders – November 12, 2026

Your vote is important – vote today.

A special meeting of the holders of common shares of Southstone Minerals Limited will be held on November 12, 2026 at 10:00 a.m. (Vancouver time) at the offices of McMillan LLP, Suite 1500, 1055 West Georgia Street, Vancouver, British Columbia V6E 4N7.

Key dates
Record date Close of business, October 2, 2026
Proxy deadline 10:00 a.m. (Vancouver time), November 10, 2026
Meeting 10:00 a.m. (Vancouver time), November 12, 2026

Business of the Meeting

At the Meeting, Shareholders will be asked to approve the previously announced plan of arrangement under the Business Corporations Act (British Columbia) (the “Arrangement”) pursuant to which Terry L. Tucker, the Company’s Executive Chairman and Interim Chief Executive Officer (the “Purchaser”) will acquire all of the issued and outstanding Shares that he does not already own for cash consideration of $0.0375 per Share. Shareholders will also be asked to approve a resolution to delist the Shares from the TSX Venture Exchange (the “Delisting Resolution”).

Board recommendation

THE BOARD OF DIRECTORS UNANIMOUSLY (WITH TERRY L. TUCKER ABSTAINING) RECOMMENDS THAT SHAREHOLDERS (OTHER THAN THE PURCHASER) VOTE FOR THE ARRANGEMENT RESOLUTION. THE BOARD OF DIRECTORS ALSO UNANIMOUSLY (WITH TERRY L. TUCKER ABSTAINING) RECOMMENDS THAT DISINTERESTED SHAREHOLDERS VOTE FOR THE DELISTING RESOLUTION.

How to vote

Registered Shareholders as of the Record Date can vote by attending the Meeting in person or by completing, dating and signing the form of proxy enclosed with the Circular and returning it to the Company’s transfer agent, TSX Trust Company, online by following the instructions set out on the proxy form at www.voteproxyonline.com, by facsimile to 1-416-595-9593 or by mail at 301 – 100 Adelaide Street West, Toronto, ON, M5H 4H1, Attention: Proxy Department. In order to be valid and acted upon at the Meeting, a properly executed proxy must be received by 10:00 a.m. (Vancouver time) on November 10, 2026, or in the event the Meeting is adjourned or postponed, not less than 48 hours (excluding Saturdays, Sundays and holidays) prior to the time set for any reconvened or postponed Meeting.

Non-registered beneficial Shareholders as of the Record Date, being Shareholders who hold Shares through a broker, bank or other intermediary, will receive a voting instruction form from Broadridge Financial Solutions, Inc. (“Broadridge”). For your Shares to be voted, you must follow the instructions on the voting instruction form that is provided to you. The voting instruction form must be returned to Broadridge well in advance of the Meeting to ensure that Shares are voted.

Meeting documents

Copies of the Circular and related Meeting materials are available under the Company’s SEDAR+ profile at www.sedarplus.ca.

Shareholder questions and voting assistance

Shareholders with questions or who require voting assistance may contact Southstone’s proxy solicitation agent:

Laurel Hill Advisory Group

North America Toll Free: 1-877-452-7184

Outside North America: 1-416-304-0211

Text Message: Text “INFO” to 416-304-0211 or 1-877-452-7184

Email: assistance@laurelhill.com